Paul Hastings LLP, a leading global law firm, announced today that it is advising Novacap TMT, a leading private equity firm with approximately $2.3 billion of assets under management, in connection with its acquisition of Horizon Telcom, an Ohio-based Midwest region provider of fiber-optic bandwidth infrastructure services, and in connection with related acquisition financing.
Novacap TMT, one of Canada’s leading private equity firms, has entered into a definitive agreement to acquire Horizon Telcom (“Horizon”), a premier provider of fiber-optic bandwidth infrastructure services operating primarily in Ohio. Following the closing of the transaction, Novacap will continue to work with the existing management team and invest to grow the business throughout the region, while it continues to provide the highest quality of service to its customers.
Upon completion of the acquisition and the finalization of new fiber builds, Horizon will operate 550,000 strand miles of fiber and 4,500 route miles of fiber in six states. With additional capital, Horizon intends to enhance its presence in the Columbus, Ohio market and extend its existing network closer to customer premises.
Antares Capital is acting as Lead Arranger and Administrative Agent in support of the transaction.
Charlesmead Advisors, LLC served as financial advisor to Horizon in the transaction.
The transaction is expected to close in the second quarter of 2018, following the satisfaction of customary regulatory approvals, Horizon shareholder approval and other customary closing conditions. Pursuant to a voting agreement with Horizon and Novacap, certain shareholders owning, collectively, 46.9% of the outstanding Class A Common Stock of Horizon have agreed to vote their shares in favor of the transaction.
The per share merger consideration upon and in the event of closing of the transaction is expected to be $350.27 per share (rounded to the nearest $0.01). Of that amount, $9.00 per share (rounded to the nearest $0.01) is expected to be held in escrow and is subject to offset for potential indemnification claims by Novacap, resulting in a net per share merger consideration payable to stockholders upon and in the event of closing that is expected to be equal to $341.27 per share (rounded to the nearest $0.01). Any amounts not required to satisfy indemnification claims will be paid to shareholders upon resolution of any such claims but not earlier than one year following closing.
The Paul Hastings team was led by partner Neil Torpey (Picture), and also included partner Maureen Sweeney and associates Vincent Buehler and Joseph Eno and law clerks Rachel Ofori and Bo-Shan Xiang.
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